SCHN 2017 Proxy Statement

Compensation of Executive Officers (1) Reflects RSUs that vest for 20% of the shares on October 31 of the year following the grant date and on October 31 of each of the next four years thereafter except as otherwise described below, becoming fully vested on the fifth October 31 of the year following the grant date, subject to continued employment and accelerated vesting under certain circumstances. (2) Market values of all shares are based on the closing price of the Class A common stock on the last trading day of fiscal 2017. (3) This RSU vests as to 50% of the shares on October 31 each year in 2017 and 2018. (4) This RSU vests as to 33% of the shares on October 31 each year in 2017, 2018, and 2019. (5) This RSU fully vested on October 31, 2017. (6) This RSU vests as to 25% of the shares on October 31 each year in 2017, 2018, 2019, and 2020. (7) This RSU vests as to 20% of the shares on October 31 each year in 2017, 2018, 2019, 2020, and 2021. (8) Reflects LTIP performance shares under awards granted in the first quarter of fiscal 2016 that are subject to performance over the three-year performance period of fiscal 2016 through fiscal 2018. Vesting of these shares is also subject to continued employment until October 31, 2018. Share amounts in the table represent the number issuable based on actual performance through fiscal 2017 and maximum level of performance in the remainder of the performance period. (9) Reflects LTIP performance shares under awards granted in the third quarter of fiscal 2016 that are subject to performance over the 2 1/2-year performance period of the second half of fiscal 2016 through fiscal 2018. Vesting of these shares is also subject to continued employment until October 31, 2018. Share amounts in the table represent the number issuable based on actual performance through fiscal 2017 and maximum level of performance in the remainder of the performance period. (10) Reflects LTIP performance shares under awards granted in the first quarter of fiscal 2017 that are subject to performance over the three-year performance period of fiscal 2017 through fiscal 2019. Vesting of these shares is also subject to continued employment until October 31, 2019. Share amounts in the table represent the number issuable based on actual performance through fiscal 2017 and maximum level of performance in the remainder of the performance period. (11) Reflects LTIP performance shares under awards granted in the third quarter of fiscal 2017 that are subject to performance over the 2 1/2-year performance period of the second half of fiscal 2017 through fiscal 2019. Vesting of these shares is also subject to continued employment until October 31, 2019. Share amounts in the table represent the number issuable based on actual performance through fiscal 2017 and maximum level of performance in the remainder of the performance period. Stock Vested in Fiscal 2017 The following table sets forth certain information concerning vesting of stock for each NEO during the fiscal year ended August 31, 2017. Stock Awards Name Number of Shares Acquired on Vesting (#) Value Realized on Vesting ($) (1) Tamara L. Lundgren 134,007 3,197,395 Richard D. Peach 30,197 713,490 Michael R. Henderson 21,511 514,694 Steven G. Heiskell 10,058 241,056 Peter B. Saba 2,158 52,116 (1) The value realized on vesting is based on the closing price of the Class A common stock on the vesting date. Pension Benefits at Fiscal 2017 Year End The following table sets forth certain information concerning accrued pension benefits for each NEO as of August 31, 2017. Name Age Plan Name Number of Years of Credited Service Present Value of Accumulated Benefit ($) (1)(2) Payments During Last Fiscal Year ($) Tamara L. Lundgren 60 Pension Retirement Plan Suppl. Exec. Retirement Bonus Plan 12 12 55,342 1,321,186 — — Richard D. Peach 54 Pension Retirement Plan — — — Michael R. Henderson 58 Pension Retirement Plan — — — Steven G. Heiskell 48 Pension Retirement Plan — — — Peter B. Saba 56 Pension Retirement Plan — — — 56 | Notice of Annual Meeting of Shareholders and 2017 Proxy Statement